-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LEKb8PeUXUvMdwO3mIWtj24oHk+ZSCSlgkQseFX1lszknU7ewEd4BvpSO5nQ0tZt RaJ+iDXxPEWOmskoU2uIbg== 0000950134-98-000592.txt : 19980129 0000950134-98-000592.hdr.sgml : 19980129 ACCESSION NUMBER: 0000950134-98-000592 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980128 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PHC INC /MA/ CENTRAL INDEX KEY: 0000915127 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 042601571 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-51153 FILM NUMBER: 98515149 BUSINESS ADDRESS: STREET 1: 200 LAKE ST STE 102 CITY: PEABODY STATE: MA ZIP: 01960 BUSINESS PHONE: 5085362777 MAIL ADDRESS: STREET 1: 200 LAKE ST STREET 2: STE 102 CITY: PEABODY STATE: MA ZIP: 01960 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PROFUTURES SPECIAL EQUITIES FUND LP CENTRAL INDEX KEY: 0001012871 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 742786952 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1310 HIGHWAY 620 S STREET 2: SUITE 200 CITY: AUSTIN STATE: TX ZIP: 78734 BUSINESS PHONE: 5122633800 MAIL ADDRESS: STREET 1: 1310 HIGHWAY 620 SOUTH STREET 2: STE 200 CITY: AUSTIN STATE: TX ZIP: 78734 SC 13D/A 1 AMENDMENT NO. 3 TO SCHEDULE 13D 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* PHC, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value (Title of Class of Securities) (CUSIP Number) Gary D. Halbert, President ProFutures Fund Management, Inc. 1310 Highway 620 South -- Suite 200, Austin, Texas 78734 (512) 263-3800 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 20, 1998 (Date of Event which Requires Filing this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition of which is the subject of this Schedule 13D, and is filing this Schedule because of Rule 13d-1(b)(3) or (4), check the following box [__]. Note: Six copies of this statement, including all Exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. ___________________ 1) Name of Reporting Person SS or IRS Identification No. of Above Person ProFutures Special Equities Fund, L.P. 74-2786952 2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [X] 2 3) SEC Use Only 4) Source of Funds (See Instructions) WC 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [__] 6) Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Reporting Person: 7) Sole Voting Power 329,824 8) Shared Voting 329,824 9) Sole Dispositive Power 329,824 10) Shared Dispositive Voting Power 329,824 11) Aggregate Amount Beneficially Owned by each Reporting Person 329,824 12) Check if the Aggregate Amount in Row 11 Excludes Certain Shares (See Instructions) [__] 13) Percent of Class Represented by Amount in Row 11: 7.03% 14) Type of Reporting Person PN 3 Schedule 13D (cont'd.) PHC, INC. ProFutures Special Equities Fund, L.P. ("PSEF") hereby amends PSEF's Statement on Schedule 13D (the "Statement") filed on June 13, 1997 in connection with PSEF's ownership of shares of Class A Common Stock, $0.01 par value per share (the "Common Stock"), of PHC, Inc. (the "Company"): Item 5 of the Statement, "Interest in Securities of the Issuer," is hereby amended by adding the following statements: (a) and (b) The aggregate number of shares of Common Stock owned beneficially by PSEF as of the close of business on January 20, 1998 was 329,824, or approximately 7.03% of the shares of Common Stock outstanding. This percentage is based upon 4,689,304 shares of Common Stock reported to be outstanding in the Company's September 30, 1997 Form 10-QSB. Warrants for the purchase of a minimum of 3,000 shares of Common Stock, which will be due and payable by the Company to PSEF once a registration statement covering the shares underlying the Units becomes , have not been included in amount of shares beneficially owned. (c) PSEF sold Common Stock of the Company in the following brokered transactions on the NASDAQ Small Cap Market (dates are settlement dates):
Date No. of Shares Price Transaction 9/30/97 4,000 $2.83 sold 10/1/97 13,900 2.89 sold 10/2/97 5,500 2.94 sold 10/6/97 12,000 2.90 sold 10/10/97 7,000 2.75 sold 10/21/97 6,000 2.88 sold 11/04/97 5,000 2.63 sold 11/10/97 4,000 2.69 sold 11/10/97 1,000 2.69 sold 11/13/97 2,500 2.75 sold 11/18/97 4,800 2.75 sold 12/2/97 2,100 2.37 sold 12/17/97 2,500 2.37 sold 12/18/97 1,000 2.31 sold 1/20/98 6,500 2.31 sold
SIGNATURES After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certify that the information set forth in this Statement is true, complete and correct, and the undersigned agree that this statement shall be filed on behalf of each of them. Dated: January 20, 1998 PROFUTURES SPECIAL EQUITIES FUND, L.P. By: ProFutures Fund Management, Inc., a General Partner By: /s/ Gary D. Halbert Gary D. Halbert, President Each of such Reporting Persons certifies only the information stated herein regarding such Reporting Person. -----END PRIVACY-ENHANCED MESSAGE-----